0001193125-04-064722 Sample Contracts

DATE OF WARRANT: March 31, 2004 WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK OF ACTION PRODUCTS INTERNATIONAL, INC. (A Florida corporation)
Action Products International Inc • April 20th, 2004 • Games, toys & children's vehicles (no dolls & bicycles) • New York

FOR VALUE RECEIVED, Action Products International, Inc. (“Company”), hereby certifies that Judith Kaplan Trust (“Holder”), or his, her or its Permitted Transferees, is entitled, subject to the terms set forth below, to purchase from the Company, at any time or from time to time during the period commencing on the date hereof and expiring on March 31, 2009, Forty-Nine Thousand (49,000) shares of Common Stock, par value $.001 per share, of the Company (“Common Stock”), at a purchase price equal to Four Dollars and 50/100 ($4.50) per share (the “Warrant”). The number of shares of Common Stock purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Exercise Price,” respectively.

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ASSET PURCHASE AGREEMENT by and among Action Products International, Inc., Curiosity Kits, Inc., and Brighter Vision Holdings Inc., Dated April 5, 2004
Asset Purchase Agreement • April 20th, 2004 • Action Products International Inc • Games, toys & children's vehicles (no dolls & bicycles) • New York

This Asset Purchase Agreement (“Agreement”) is dated April 5, 2004, by and among Action Products International, Inc. a Florida corporation (“Buyer”), Curiosity Kits, Inc., a Delaware corporation (“Seller”) and Brighter Vision Holdings Inc., a Delaware corporation (the “Shareholder”).

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